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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
COPLEY PROPERTIES, INC.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, $1.00 par value per share
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(Title of Class of Securities)
217 454 107 000
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(CUSIP Number)
N. Keith McKey
300 One Jackson Place, 188 East Capitol Street
Jackson, Mississippi 39201; (601) 354-3555
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 8, 1995
---------------------------------------------
(Date of Event which Requires Filing
of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with the statement [ ]. (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are to
be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
This Document contains 4 pages.
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AMENDMENT NO. 4
TO
SCHEDULE 13D
COPLEY PROPERTIES, INC.
-----------------------
The Statement on Schedule 13D with respect to the shares of common
stock, $1.00 par value per share ("Shares"), of Copley Properties, Inc. (the
"Issuer"), filed by EastGroup Properties ("EastGroup"), with the Securities and
Exchange Commission (the "SEC") on April 26, 1995, as amended by Amendment No.
1 to the Statement on Schedule 13D filed with the SEC on May 5, 1995, Amendment
No. 2 to the Statement on Schedule 13D filed with the SEC on May 25, 1995 and
Amendment No. 3 to the Statement on Schedule 13D filed with the SEC on June 5,
1995 (the "Schedule 13D"), is hereby amended as follows:
ITEM 4. PURPOSE OF TRANSACTION.
-----------------------
[Item 4 of the Schedule 13D is amended by the addition of the
following:]
On June 8, 1995, EastGroup issued the Press Release
atached hereto as Exhibit V, which is incorporated herein by
reference.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
--------------------------------
[Item 7 of the Schedule 13D is amended by the addition of the
following:]
V. Press Release dated June 8, 1995 issued by EastGroup.
Page 2 of 4 pages.
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SIGNATURE
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After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
DATED: June 8, 1995
EASTGROUP PROPERTIES
By: /s/ David H. Hoster II
---------------------------------
David H. Hoster II
President
Page 3 of 4 pages
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[EASTGROUP PROPERTIES CORP. LOGO] EXHIBIT V
NEWS RELEASE FOR MORE INFORMATION, CONTACT:
- ------------ David H. Hoster II, President or
N. Keith McKey, Chief Financial Officer
(601) 354-3555
EASTGROUP OFFER FOR COPLEY PROPERTIES, INC. EXPIRES
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JACKSON, MISSISSIPPI, June 8, 1995 -- EastGroup Properties (NYSE-EGP)
announced that its merger proposal to Copley Properties, Inc. ("Copley")
expired at 5:00 P.M. EDT on June 8, 1995 because Copley had not accepted the
proposal or entered into substantive and good faith negotiations with
EastGroup.
Leland R. Speed, Chairman of EastGroup, stated "I am disappointed that
Copley has chosen not to accept EastGroup's merger proposal. We believe that
management and the Board of Directors of Copley should have given their
shareholders an opportunity to consider our proposal." Mr. Speed noted that
EastGroup's offer of $12.00 in EastGroup shares for each Copley share owned
represented a 24% increase over the closing price of Copley's shares on April
25, 1995, the day prior to the date on which EastGroup announced its interest
in Copley.
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